Bermuda
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98-0438382
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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O’Hara House
3 Bermudiana Road
Hamilton HM 08
(441) 296-1431
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(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
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DANIEL PENN, ESQ.
c/o CME Media Services Limited
Krizeneckeho nam. 1078/5
152 00 Prague 5
Czech Republic
+420 242 465 589
+420 242 464 483 (Facsimile)
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(Name, address, including zip code, and telephone number, including area code, of agent for service):
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Copies to:
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ROBERT L. KOHL, ESQ.
Katten Muchin Rosenman LLP
575 Madison Avenue
New York, New York 10022
(212) 940-6380
(212) 940-6557 (Facsimile)
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CALCULATION OF REGISTRATION FEE
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Title of securities to be
registered
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Amount to be
registered
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Proposed maximum
offering price per share
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Proposed maximum
aggregate offering price
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Amount of registration
fee
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Common Stock (1)
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1,500,000 | $7.73(2) | $11,595,000 | $1,329 |
Item 8.
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Exhibits.
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Exhibit No.
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Description
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4.1
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Central European Media Enterprises Ltd. Amended and Restated Stock Incentive Plan, as amended on June 13, 2012 (incorporated herein by reference to Exhibit C to the Registrant’s Definitive Schedule 14A filed with the Commission on May 21, 2012).
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5.1
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Opinion of Conyers Dill & Pearman.
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23.1
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Consent of Deloitte LLP.
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23.4
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Consent of Conyers Dill & Pearman (included in Exhibit 5.1).
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CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.
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(Registrant)
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By:
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/s/ Adrian Sarbu
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Adrian Sarbu
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President and Chief Executive Officer
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SIGNATURE
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TITLE
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DATE
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/s/ Ronald Lauder
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Chairman of the Board of
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September 21, 2012
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Ronald S. Lauder
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Directors | |||
/s/ Herbert Granath
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Vice Chairman of the Board of |
September 21, 2012
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Herbert A. Granath
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Directors
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/s/ Adrian Sarbu
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President and Chief Executive
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September 21, 2012
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Adrian Sarbu
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Officer
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(Principal Executive Officer)
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/s/ Paul Cappuccio
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Director
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September 21, 2012
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Paul Cappuccio
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/s/ Michael Del Nin
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Director
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September 21, 2012
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Michael Del Nin
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/s/ Charles Frank
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Director
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September 21, 2012
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Charles R. Frank, Jr.
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/s/ Alfred Langer
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Director
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September 21, 2012
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Alfred W. Langer
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/s/ Fred Langhammer
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Director
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September 21, 2012
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Fred Langhammer
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/s/ Bruce Maggin
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Director
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September 21, 2012
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Bruce Maggin
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/s/ David Sach
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Chief Financial Officer
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September 21, 2012
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David Sach
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(Principal Financial Officer)
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/s/ Parm Sandu
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Director
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September 21, 2012
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Parm Sandhu
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/s/ Duco Sickinghe
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Director
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September 21, 2012
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Duco Sickinghe
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/s/ David Sturgeon
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Deputy Chief Financial Officer
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September 21, 2012
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David Sturgeon
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(Principal Accounting Officer) | |||
/s/ Kelli Turner
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Director
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September 21, 2012
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Kelli Turner
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/s/ Eric Zinterhofer
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Director
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September 21, 2012
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Eric Zinterhofer
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Exhibit No.
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Description
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4.1
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Central European Media Enterprises Ltd. Amended and Restated Stock Incentive Plan, as amended on June 13, 2012 (incorporated herein by reference to Exhibit B to the Registrant’s Definitive Schedule 14A filed with the Commission on May 21, 2012).
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Opinion of Conyers Dill & Pearman.
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Consent of Deloitte LLP.
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23.4
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Consent of Conyers Dill & Pearman (included in Exhibit 5.1).
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